Hudson Acquisition I (HUDA) 10-Q27 Sep 232023 Q1 Quarterly reportFinancial data

Company Profile

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
Document And Entity Information - shares	Mar. 31, 2023	Sep. 27, 2023
Document Information Line Items
Entity Registrant Name	HUDSON ACQUISITION I CORP.
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		4,500,156
Amendment Flag	false
Entity Central Index Key	0001853047
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Mar. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	true
Entity Ex Transition Period	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-41532
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-2712843
Entity Address, Address Line One	19 West 44th Street
Entity Address, Address Line Two	Suite 1001
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10036
City Area Code	(347)
Local Phone Number	205-3126
Entity Interactive Data Current	Yes
Common Stock
Document Information Line Items
Trading Symbol	HUDA
Title of 12(b) Security	Common Stock
Security Exchange Name	NASDAQ
Rights
Document Information Line Items
Trading Symbol	HUDAR
Title of 12(b) Security	Rights
Security Exchange Name	NASDAQ
Units
Document Information Line Items
Trading Symbol	HUDAU
Title of 12(b) Security	Units
Security Exchange Name	NASDAQ

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Mar. 31, 2023	Dec. 31, 2022
ASSETS
Cash	$ 36,085	$ 138,917
Prepaid expenses and other current assets	144,142	194,091
Total current assets	180,227	333,008
Marketable securities held in Trust Account	70,734,655	69,987,957
Total assets	70,914,882	70,320,965
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Accounts payable and accrued liabilities	119,157	60,019
Franchise tax payable	133,623	83,623
Income tax payable	312,000	118,000
Related party payables	27,645	27,645
Total current liabilities	592,425	289,287
Deferred underwriting commissions and representative shares	2,723,060	2,723,060
Total liabilities	3,315,485	3,012,347
Commitments and Contingencies (Note 5)
Common stock subject to possible redemption, 6,845,300 shares at redemption value of $10.27 and $10.19 per share as of March 31, 2023 and December 31, 2022, respectively	70,289,033	69,786,334
Common stock, par value $0.0001, 200,000,000 shares authorized; 2,082,825 shares issued and outstanding as of March 31, 2023 and December 31, 2022	209	209
Additional paid-in capital
Accumulated deficit	(2,689,845)	(2,477,925)
Total stockholders’ deficit	(2,689,636)	(2,477,716)
Total liabilities, redeemable common stock and stockholders’ deficit	$ 70,914,882	$ 70,320,965

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parentheticals) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock subject to possible redemption, shares	6,845,300	6,845,300
Common stock subject to possible redemption, redemption value per share (in Dollars per share)	$ 10.27	$ 10.19
Common stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	2,082,825	2,082,825
Common stock, shares outstanding	2,082,825	2,082,825

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($)		3 Months Ended
Condensed Statements of Operations (Unaudited) - USD ($)		Mar. 31, 2023	Mar. 31, 2022
General and administrative		$ 211,919	$ 12,258
Franchise tax expense		50,000	5,200
Loss from operations		(261,919)	(17,458)
Interest earned on marketable securities held in Trust Account		746,698
Other income, net		746,698
Income (Loss) before income taxes		484,779	(17,458)
Provision for income taxes		(194,000)
Net income (loss)		$ 290,779	$ (17,458)
Redeemable
Basic net income (loss) per share (in Dollars per share)		$ 0.05
Weighted-average common shares outstanding, Basic (in Shares)		6,845,300
Non-Redeemable
Basic net income (loss) per share (in Dollars per share)		$ (0.02)	$ (0.01)
Weighted-average common shares outstanding, Basic (in Shares)	[1]	2,082,825	1,711,325

[1]The non-redeemable weighted average common shares outstanding were retroactively adjusted to account for 13,675 founder shares forfeited in connection with the partial exercise of the over-allotment.

Condensed Statements of Opera_2

Condensed Statements of Operations (Unaudited) (Parentheticals) - $ / shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Redeemable
Diluted net income (loss) per share	$ 0.05
Weighted-average common shares outstanding, Diluted	6,845,300
Non-Redeemable
Diluted net income (loss) per share	$ (0.02)	$ (0.01)
Weighted-average common shares outstanding, Diluted	2,082,825	1,711,325

Condensed Statements of Changes

Condensed Statements of Changes in Stockholders Equity (Deficit) (Unaudited) - USD ($)	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2021	$ 173	$ 24,827	$ (20,758)	$ 4,242
Balance (in Shares) at Dec. 31, 2021	1,725,000
Net loss			(17,458)	(17,458)
Balance at Mar. 31, 2022	$ 173	24,827	(38,216)	(13,216)
Balance (in Shares) at Mar. 31, 2022	1,725,000
Balance at Dec. 31, 2022	$ 209		(2,477,925)	(2,477,716)
Balance (in Shares) at Dec. 31, 2022	2,082,825
Accretion of common stock subject to possible redemption			(502,699)	(502,699)
Net loss			290,779	290,779
Balance at Mar. 31, 2023	$ 209		$ (2,689,845)	$ (2,689,636)
Balance (in Shares) at Mar. 31, 2023	2,082,825

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
Condensed Statements of Cash Flows (Unaudited) - USD ($)	Mar. 31, 2023	Mar. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$ 290,779	$ (17,458)
Expenses paid on behalf of the Company by related parties
Interest earned on marketable securities held in Trust Account	(746,698)
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	49,949
Accounts payable and accrued expenses	59,138	25,575
Franchise tax payable	50,000	5,200
Income tax payable	194,000
Deferred offering costs		(43,075)
Related party payables
Net cash used in operating activities	(102,832)	(29,758)
NET CHANGE IN CASH	(102,832)	(29,758)
Cash - Beginning of period	138,917	168,353
Cash - End of period	36,085	138,595
Non-cash investing and financing activities:
Deferred offering costs in related party payables		43,075
Accretion of common stock subject to possible redemption	$ 502,699

Nature of the Organization and

Nature of the Organization and Business	3 Months Ended
Nature of the Organization and Business	Mar. 31, 2023
Nature of the Organization and Business [Abstract]
NATURE OF THE ORGANIZATION AND BUSINESS	NOTE 1 — NATURE OF THE ORGANIZATION AND BUSINESS Hudson Acquisition I Corp. (“Hudson” or the “Company”) was incorporated in the State of Delaware on January 13, 2021. The Company’s business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (our “Initial Business Combination”). The Company has selected December 31 as its fiscal year end. Throughout this report, the terms “our,” “we,” “us,” and the “Company” refer to Hudson Acquisition I Corp. As of March 31, 2023, the Company had not commenced core operations. All activity for the period from January 13, 2021 (inception) through March 31, 2023 relates to the Company’s formation and raising funds through the initial public offering (“Initial Public Offering”), which is described below. The Company will not generate any operating revenues until after the completion of an Initial Business Combination, at the earliest. The Company generates non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering. The registration statement pursuant to which the Company registered its securities offered in the Initial Public Offering was declared effective on October 14, 2022. On October 18, 2022, the Company consummated its Initial Public Offering and sold 6,000,000 units (the “Units”) at a price to the public of $10.00 per Unit, resulting in total gross proceeds of $60,000,000 (before underwriting discounts and commissions and offering expenses). Each Unit consists of one share of common stock of the Company, par value $0.0001 per share (“Common Stock”) and one right to receive one-fifth (1/5) of a share of the Common Stock upon the consummation of an Initial Business Combination (“Right”). Simultaneously with the closing of the Initial Public Offering, the Company’s sponsor, Hudson SPAC Holding LLC (the “Sponsor”) should have purchased a total of 340,000 units (the “Initial Private Placement Units”) at a price of $10.00 per the Initial Private Placement Unit (the “Private Placement”). However, on October 18, 2022, simultaneously with the consummation of the Initial Public Offering, the Sponsor partially consummated the Private Placement by subscribing to 238,500 units (the “Purchased Private Placement Units”) instead of the full Initial Private Placement Units, generating gross proceeds of approximately $2,385,000 instead of the full $3,400,000, part of the proceeds of which were placed in the Trust Account. The Trust Account was nonetheless fully-funded. On November 30, 2022, the Company received an additional remittance of $515,000 underlying the Sponsor’s purchase of the Private Placement Units, and on December 1, 2022, the Sponsor applied the outstanding balance on the Promissory Note of $500,000 towards the remaining stock subscription balance, which fully funded the Sponsor’s purchase of the Private Placement Units. No underwriting discounts or commissions were paid with respect to the Private Placement. The Purchased Private Placement Units are identical to the Units, except that (a) the Purchased Private Placement Units and their component securities will not be transferable, assignable or saleable until 30 days after the consummation of the Company’s Initial Business Combination except to permitted transferees and (b) the shares and rights included as a component of the Purchased Private Placement Units, so long as they are held by the Sponsor or its permitted transferees, will be entitled to registration rights, respectively. If we do not complete our Initial Business Combination before the mandatory liquidation date, the proceeds from the sale of the Private Placement Units held in the Trust Account will be used to fund the redemption of our public shares (subject to the requirements of applicable law) and the rights included as part of the Private Placement Units will expire worthless. On October 21, 2022, the Company closed the sale of 845,300 units (the “OA Units”) at $10.00 per unit as a result of the underwriters’ partial exercise of their over-allotment option (the “Overallotment Offering”) in connection with the previously announced Initial Public Offering pursuant to the underwriting agreement by and between the Company and Chardan Capital Markets, LLC dated October 14, 2022. Each OA Unit consists of one share of Common Stock of the Company, par value $0.0001 per share and one right to receive one-fifth (1/5) of one share of the Common Stock upon the consummation of an Initial Business Combination (the “Right”). Such OA Units were registered pursuant to the Company’s registration statement. As a result of the Overallotment Offering, the Company received gross proceeds of $8,453,000 (before deducting certain underwriting discount and fees), part of which was placed in the Trust Account. On October 21, 2022, simultaneously with the consummation of the Overallotment Offering, the Company completed the private placement of additional 31,500 units (the “Overallotment Private Placement Units”) pursuant to the Unit Private Placement Agreement dated October 14, 2022 by and between the Company and the Sponsor, in connection with the underwriters’ partial exercise of the over-allotment option, at a purchase price of $10.00 per Overallotment Private Placement Unit, generating gross proceeds of $315,000, a portion of which was placed in the Trust Account. Following the closing of the Initial Public Offering and Overallotment, an amount of $69,479,795 was placed in a Trust Account in the United States maintained by Continental Stock Transfer & Trust Company, as trustee. The funds held in the Trust Account were invested only in United States government Treasury bills, bonds or notes having a maturity of 185 days or less, or in money market funds meeting the applicable conditions under Rule 2a-7 promulgated under the Investment Company Act and that invest solely in U.S. treasuries, so that the Company is not deemed to be an investment company under the Investment Company Act. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay for income or other tax obligations, the remaining proceeds will not be released from the Trust Account until the earlier of the completion of an Initial Business Combination or the Company’s liquidation. The proceeds held in the Trust Account may be used as consideration to pay the sellers of a target business with which the Company will complete the Initial Business Combination to the extent not used to pay redeeming stockholders. Any amounts not paid as consideration to the sellers of the target business may be used to finance operations of the target business. No compensation of any kind (including finder’s, consulting or other similar fees) will be paid to any of the Company’s existing officers, directors, stockholders, or any of their affiliates, prior to, or for any services they render in order to effectuate, the consummation of the Initial Business Combination (regardless of the type of transaction that it is). However, such individuals will receive reimbursement for any out-of-pocket expenses incurred by them in connection with activities on the Company’s behalf, such as identifying potential target businesses, performing business due diligence on suitable target businesses and business combinations as well as traveling to and from the offices, plants or similar locations of prospective target businesses to examine their operations. Since the role of present management after our Initial Business Combination is uncertain, the Company has no ability to determine what remuneration, if any, will be paid to those persons after the Initial Business Combination. The Company intends to use the excess working capital available for miscellaneous expenses such as paying fees to consultants to assist with the search for a target business and for director and officer liability insurance premiums, with the balance being held in reserve in the event due diligence, legal, accounting and other expenses of structuring and negotiating business combinations exceed estimates, as well as for reimbursement of any out-of-pocket expenses incurred by insiders, officers and directors in connection with activities on the Company’s behalf as described below. The allocation of the net proceeds available to the Company outside of the Trust Account, along with the interest earned on the funds held in the Trust Account available to pay for income and other tax liabilities, represents the best estimate of the intended uses of these funds. In the event that the assumptions prove to be inaccurate, the Company may reallocate some of such proceeds within the above-described categories. If the estimate of the costs of undertaking due diligence and negotiating the Initial Business Combination is less than the actual amount necessary to do so, or the amount of interest available to the Company from the Trust Account is insufficient as a result of the volatile interest rate environment, the Company may be required to raise additional capital, the amount, availability and cost of which is currently unascertainable. In this event, the Company could seek such additional capital through loans or additional investments from the Sponsor or third parties. The Sponsor has agreed to loan the Company up to an aggregate of $1,000,000 to be used for a portion of the expenses of the Initial Public Offering pursuant to a Promissory Note (see Note 4). As of March 31, 2023, the Company had no borrowings under the Promissory Note. These loans are non-interest bearing, unsecured and are due at the earlier of the closing of the Initial Business Combination or the Company’s mandatory liquidation. The loan may be prepaid at any time out of the Initial Public Offering proceeds not held in the Trust Account. Up to $1,000,000 of such loans may be convertible into additional private units, at a price of $10.00 per share at the option of the lender. If we are unable to obtain the necessary funds, we may be forced to cease searching for a target business and liquidate without completing our Initial Business Combination. The Company will likely use substantially all of the net proceeds of the Initial Public Offering, including the funds held in the Trust Account, in connection with the Initial Business Combination and to pay expenses relating thereto, including the deferred underwriting discounts payable to the underwriters. To the extent that the Company’s capital stock is used in whole or in part as consideration to effect the Initial Business Combination, the proceeds held in the Trust Account which are not used to consummate an Initial Business Combination will be disbursed to the combined company and will, along with any other net proceeds not expended, be used as working capital to finance the operations of the target business. Such working capital funds could be used in a variety of ways including continuing or expanding the target business’ operations, for strategic acquisitions. To the extent that the Company is unable to consummate an Initial Business Combination, the Company will pay the costs of liquidation from the remaining assets outside of the Trust Account. If such funds are insufficient, the Sponsor has agreed to pay the funds necessary to complete such liquidation and has agreed not to seek repayment of such expenses. Furthermore, the Inflation Reduction Act of 2022 imposes a 1% excise tax on the repurchase of corporate stock (the “Excise Tax”) by a publicly traded U.S. corporation following December 31, 2022. For purposes of the Excise Tax, a repurchase will generally include redemptions, corporate buy-backs and other transactions in which the corporation acquires its stock from a shareholder in exchange for cash or property, subject to exceptions for de minimis transactions and certain reorganizations. As a result, subject to certain rules, the Excise Tax will apply to any redemption by a U.S.-domiciled special purpose acquisition company (“SPAC”) taking place after December 31, 2022, including redemptions (i) by shareholders in connection with the SPAC’s Initial Business Combination or a proxy vote to extend the lifespan of the SPAC, (ii) by SPACs if the SPAC does not complete a de-SPAC transaction within the required time set forth in its constituent documents, or (iii) in connection with the wind-up and liquidation of the SPAC. The financial responsibility for such Excise Tax resides with the Company and the Sponsor. This amount of 1% has not been included in these financial statements. If no business combination is completed prior to the mandatory liquidation date, the proceeds then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company to pay taxes (less $100,000 of interest to pay dissolution expenses), will be used to fund the redemption of the public shares. The Sponsor, directors, director nominees and officers will enter into a letter agreement with the Company, pursuant to which they have agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Founder Shares held by them if the Company fails to complete the Initial Business Combination within such time period. In connection with the shares purchased by the founders, the founders waive any and all right, title, interest or claim of any kind in or to any distributions by the Company from the Trust Account which will be established for the benefit of the Company’s public stockholders and into which substantially all of the proceeds of the Initial Public Offering will be deposited (the “Trust Account”), in the event of a liquidation of the Company upon the Company’s failure to timely complete an Initial Business Combination. Liquidity and Capital Resources As of March 31, 2023, the Company had $36,085 in its operating bank account and working capital of $33,425. The Company may raise additional capital through loans or additional investments from the Sponsor or its stockholders, officers, directors, or third parties. The Company’s officers and directors and the Sponsor may but are not obligated to (except as described above), loan the Company funds, from time to time, in whatever amount they deem reasonable in their sole discretion, to meet the Company’s working capital needs. Based on the foregoing, the Company believes it will have sufficient working capital and borrowing capacity from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors to meet its needs through the earlier of the consummation of a Business Combination or at least one year from the date that the financial statements were issued. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company has until April 18, 2024, assuming the monthly extension requirements are satisfied, to consummate a Business Combination. The Company is able to extend the date by which an Initial Business Combination must be consummated beyond July 18, 2023 up to nine times for an additional one month each time to April 18, 2024 upon the deposit into the Trust Account of $80,000 each calendar month. It is uncertain that the Company will be able to consummate a Business Combination by this time. If a Business Combination is not consummated within the Combination Period, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the liquidity condition and mandatory liquidation, should a Business Combination not occur, and potential subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern. Management intends to complete a Business Combination prior to the end of the Combination Period. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after the end of the Combination Period.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 — BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the period ended December 31, 2022, as filed with the SEC on September 27, 2023. The interim results for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or for any future periods. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s unaudited condensed financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statement, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of March 31, 2023 and December 31, 2022. Marketable Securities Held in Trust Account The Company classifies its Marketable Securities as held-to-maturity in accordance with Accounting Standards Codification (“ASC”) Topic 320 “Investments - Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost on the accompanying condensed balance sheet and adjusted for the amortization or accretion of premiums or discounts. When the Company’s investments held in the Trust Account are comprised of money market securities, the investments are classified as trading securities. Gains and losses resulting from the change in fair value of these securities is included in interest earned on investments held in the Trust Account in the accompanying unaudited condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Offering Costs Offering costs consist of professional fees, filing, regulatory and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that feature redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the Company’s balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid-in capital and accumulated deficit. As of March 31, 2023 and December 31, 2022, the common stock subject to possible redemption reflected on the condensed balance sheet is reflected in the following table: Gross proceeds $ 68,453,000 Less: Fair value of Public Rights at issuance (3,268,631 ) Common stock issuance costs (4,635,796 ) Fair value of Public Shares 60,548,573 Add: Accretion of carrying value to redemption value 8,931,222 Common stock subject to redemption upon Initial Public Offering and Overallotment Offering $ 69,479,795 Add: Subsequent accretion of carrying value to redemption value 306,539 Common stock subject to possible redemption, December 31, 2022 $ 69,786,334 Add: Accretion of carrying value to redemption value 502,699 Common stock subject to possible redemption, March 31, 2023 $ 70,289,033 Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2023 and December 31, 2022. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. Net Income (Loss) per Share of Common Stock The Company has two outstanding classes of shares, which are referred to as redeemable common stock and non-redeemable common stock. Earnings and losses are shared pro rata between the two classes of stock. The 6,845,300 redeemable shares of common stock for which the outstanding Public Rights are exercisable were excluded from diluted earnings (losses) per share for the three months ended March 31, 2023 because they are contingently exercisable, and the contingencies have not yet been met. As a result, diluted net income (loss) per share of common stock is the same as basic net income (loss) per share of common stock for the period. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share for each class of shares. For the Three Months Ended March 31, 2023 Net income $ 290,779 Accretion of interest earned on Trust Account, after deduction of franchise tax and income tax expense (502,699 ) Net loss including accretion of temporary equity to redemption value $ (211,920 ) Common Shares Non-redeemable Basic and diluted net income (loss) per share: Numerator: Allocation of net loss including accretion of temporary equity $ (162,482 ) $ (49,438 ) Accretion of temporary equity to redemption value 502,699 — Allocation of net income (loss) $ 340,217 $ (49,438 ) Denominator: Weighted-average shares outstanding 6,845,300 2,082,825 Basic and diluted net loss per share $ 0.05 $ (0.02 ) For the Three Months Ended March 31, 2022 Redeemable Non-redeemable Basic and diluted net income (loss) per share of common stock Numerator: Allocation of net income (loss) $ - $ (17,458 ) Denominator: Basic and diluted weighted average shares outstanding - 1,711,325 Basic and diluted net income (loss) per share of common stock $ - $ (0.01 ) Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of March 31, 2023, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Fair value measurements Description Fair Value Quoted Significant Significant Assets: Marketable securities held in Trust Account as of March 31, 2023 $ 70,734,655 $ 70,734,655 $ - $ - Recent Accounting Pronouncements Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statement. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic and Russia-Ukraine war on the economy and the capital markets and has concluded that, while it is reasonably possible that such events could have negative effects on the Company’s financial position and outlook for an Initial Business Combination, the specific impacts are not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. The current challenging economic climate may lead to adverse changes in cash flows, working capital levels and/or debt balances, which may also have a direct impact on the Company’s future operating results and financial position after any such Initial Business Combination in the future. The ultimate duration and magnitude of the impact and the efficacy of government interventions on the economy and the financial effect on the Company is not known at this time. The extent of such impact will depend on future developments, which are highly uncertain and not in the Company’s control.

Initial Public Offering

Initial Public Offering	3 Months Ended
Initial Public Offering	Mar. 31, 2023
Initial Public Offering [Abstract]
INITIAL PUBLIC OFFERING	NOTE 3 — INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, on October 18, 2022, the Company sold 6,000,000 Units at a price to the public of $10.00 per Unit, resulting in total gross proceeds of $60,000,000 (before underwriting discounts and commissions and offering expenses). Each Unit consists of one share of Common Stock of the Company, par value $0.0001 per share and one Right to receive one-fifth (1/5) of a share of the Common Stock upon the consummation of an Initial Business Combination. Simultaneously with the closing of the Initial Public Offering, the Sponsor should have purchased a total of 340,000 Initial Private Placement Units at a price of $10.00 per the Private Placement. However, on October 18, 2022, simultaneously with the consummation of the Initial Public Offering, the Sponsor partially consummated the Private Placement by subscribing to 238,500 Private Placement Units instead of the full Initial Private Placement Units, generating gross proceeds of approximately $2,385,000 instead of the full $3,400,000, part of the proceeds of which were placed in the Trust Account. The Trust Account was nonetheless fully-funded. On November 30, 2022, the Company received an additional remittance of $515,000 underlying the Sponsor’s purchase of the Private Placement Units and on December 1, 2022, the Sponsor applied the outstanding balance on the Promissory Note of $500,000 towards the remaining stock subscription balance, which fully funded the Sponsor’s purchase of the Private Placement Units. No underwriting discounts or commissions were paid with respect to the Private Placement. The Purchased Private Placement Units are identical to the Units, except that (a) the Purchased Private Placement Units and their component securities will not be transferable, assignable or saleable until 30 days after the consummation of the Company’s Initial Business Combination except to permitted transferees and (b) the shares and rights included as a component of the Purchased Private Placement Units, so long as they are held by the Sponsor or its permitted transferees, will be entitled to registration rights, respectively. If the Company does not complete the Initial Business Combination before the mandatory liquidation date, the proceeds from the sale of the Private Placement Units held in the Trust Account will be used to fund the redemption of the public shares (subject to the requirements of applicable law) and the rights included as part of the Private Placement Units will expire worthless. On October 21, 2022, the Company closed the sale of 845,300 OA Units at $10.00 per unit as a result of the underwriters’ partial exercise of their over-allotment option in connection with the previously announced Initial Public Offering pursuant to the underwriting agreement by and between the Company and Chardan Capital Markets, LLC dated October 14, 2022. Each OA Unit consists of one share of Common Stock of the Company, par value $0.0001 per share and one right to receive one-fifth (1/5) of one share of the Common Stock upon the consummation of an Initial Business Combination. Such OA Units were registered pursuant to the Company’s registration statement. As a result of the Overallotment Offering, the Company received gross proceeds of $8,453,000 (before deducting certain underwriting discount and fees), part of which was placed in the Trust Account. On October 21, 2022, simultaneously with the consummation of the Overallotment Offering, the Company completed the private placement of additional 31,500 Private Placement Units pursuant to the Unit Private Placement Agreement dated October 14, 2022 by and between the Company and the Sponsor, in connection with the underwriters’ partial exercise of the over-allotment option, at a purchase price of $10.00 per Overallotment Private Placement Unit, generating gross proceeds of $315,000, a portion of which was placed in the Trust Account. Following the closing of the Initial Public Offering and Overallotment, an amount of $69,479,795 was placed in a Trust Account in the United States maintained by Continental Stock Transfer & Trust Company, as trustee. The funds held in the Trust Account were invested only in United States government Treasury bills, bonds or notes having a maturity of 185 days or less, or in money market funds meeting the applicable conditions under Rule 2a-7 promulgated under the Investment Company Act and that invest solely in U.S. treasuries, so that the Company is not deemed to be an investment company under the Investment Company Act. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay for income or other tax obligations, the remaining proceeds will not be released from the Trust Account until the earlier of the completion of an Initial Business Combination or the Company’s liquidation. The proceeds held in the Trust Account may be used as consideration to pay the sellers of a target business with which the Company will complete the Initial Business Combination to the extent not used to pay redeeming stockholders. Any amounts not paid as consideration to the sellers of the target business may be used to finance operations of the target business.

Related Party Transactions

Related Party Transactions	3 Months Ended
Related Party Transactions	Mar. 31, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 4 — RELATED PARTY TRANSACTIONS Private Placement Units Simultaneously with the closing of the Initial Public Offering, the Sponsor should have purchased a total of 340,000 units (the “Initial Private Placement Units”) at a price of $10.00 per the Initial Private Placement Unit (the “Private Placement”). However, on October 18, 2022, simultaneously with the consummation of the Initial Public Offering, the Sponsor partially consummated the Private Placement by subscribing to 238,500 units instead of the full Initial Private Placement Units, generating gross proceeds of approximately $2,385,000 instead of the full $3,400,000, part of the proceeds of which were placed in the Trust Account. The Trust Account was nonetheless fully-funded. On November 30, 2022, the Company received an additional remittance of $515,000 underlying the Sponsor’s purchase of the Private Placement Units, reducing the balance to $500,000. Additionally, on December 1, 2022, the Sponsor applied the outstanding balance on the Promissory Note of $500,000 towards the remaining stock subscription balance, which fully funded the Sponsor’s purchase of the Private Placement Units. No underwriting discounts or commissions were paid with respect to the Private Placement. The Purchased Private Placement Units are identical to the Units, except that (a) the Purchased Private Placement Units and their component securities will not be transferable, assignable or saleable until 30 days after the consummation of the Company’s Initial Business Combination except to permitted transferees and (b) the shares and rights included as a component of the Purchased Private Placement Units, so long as they are held by the Sponsor or its permitted transferees, will be entitled to registration rights, respectively. If the Company does not complete the Initial Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Units held in the Trust Account will be used to fund the redemption of the public shares (subject to the requirements of applicable law) and the rights included as part of the Private Placement Units will expire worthless. Related Party Payables The Company’s founders have paid expenses on behalf of the Company totaling $122,645 through March 31, 2023. A total of $27,645 remains payable as of March 31, 2023 and December 31, 2022. The payables bear no interest and have no specified repayment terms. Promissory Note — Related Party On April 5, 2021, as further amended on April 28, 2021 and September 8, 2022, the Company entered into a promissory note with the Sponsor for principal amount up to $1,000,000. The promissory note is non-interest bearing and matures on the earlier of: (i) the date of the consummation of the Company’s Initial Business Combination and (ii) the date of the liquidation of the Company. The principal balance may be prepaid at any time. A maximum of $1,000,000 of such loans may be converted into Units, at the price of $10.00 per Unit at the option of the lender. On May 6, 2021, the Company made a drawdown of $300,000 on the promissory note. On April 15 and August 19, 2022, the Company made additional drawdowns of $100,000 and $100,000 on the promissory note, respectively. On December 1, 2022, the Sponsor applied the outstanding balance on the Promissory Note of $500,000 towards the payments for Private Placement Units. As of March 31, 2023 and December 31, 2022, there was no outstanding balance on the promissory note. Administrative Support Agreement Commencing on October 14, 2022, the Company has agreed to pay the Sponsor or its affiliate a total of $20,000 per month for office space, utilities, and secretarial and administrative support. Upon completion of our Initial Business Combination or our liquidation, we will cease paying these monthly fees. For the three months ended March 31, 2023, the Company incurred $60,000 on administrative support fees.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2023
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 5 — COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the (i) the Founder Shares, which were issued in a private placement prior to the closing of the Initial Public Offering, and (ii) Private Placement Units, which were sold simultaneously with the closing of the Initial Public Offering, are entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the effective date of the Initial Public Offering. The holders of the majority of these securities are entitled to make up to three demands that the Company register such securities. The holders of the majority of the Founder Shares can elect to exercise these registration rights at any time commencing three months prior to the date on which the Founder Shares are to be released from escrow. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to our consummation of our Initial Business Combination. Underwriting Agreement The underwriters received a cash underwriting discount of $0.20 per Unit, or $1,369,060 and were paid offering expenses of $100,000 upon closing of the Initial Public Offering including the overallotment. As of March 31, 2023 and December 31, 2022, the Company had recorded deferred underwriting commissions of $2,723,060 payable only upon completion of the Initial Business Combination, which consisted of commissions and representative shares issuable in connection with the Initial Public Offering. The Company agreed to issue to the underwriter at the closing of the Initial Public Offering up to 136,906 representative shares (“Representative Shares”), due to the partial exercise of the over-allotment, which will be issued upon the completion of the Initial Business Combination. The representative shares had an initial fair value of $327,205. Excise Tax The Inflation Reduction Act of 2022 imposes a 1% Excise Tax on the repurchase of corporate stock by a publicly traded U.S. corporation following December 31, 2022. For purposes of the Excise Tax, a repurchase will generally include redemptions, corporate buybacks and other transactions in which the corporation acquires its stock from a shareholder in exchange for cash or property, subject to exceptions for de minimis transactions and certain reorganizations. As a result, subject to certain rules, the Excise Tax will apply to any redemption by a U.S.-domiciled SPAC taking place after December 31, 2022, including redemptions (i) by shareholders in connection with the SPAC’s Initial Business Combination or a proxy vote to extend the lifespan of the SPAC, (ii) by SPACs if the SPAC does not complete a de-SPAC transaction within the required time set forth in its constituent documents, or (iii) in connection with the wind-up and liquidation of the SPAC. The financial responsibility for such Excise Tax resides with the Company and the Sponsor. This amount of 1% has not been included in these financial statements. Unit Purchase Option At the closing of the Initial Public Offering, the Company sold to the underwriter, for an aggregate of $100, an option (the “UPO”) to purchase 57,500 Units, including over-allotment. The over-allotment option was not exercised in full on October 21, 2022, therefore, the UPO was reduced pro-rata to 57,044 Units. The UPO will be exercisable at any time, in whole or in part, between the close of the business combination and fifth anniversary of the date of the Initial Public Offering at a price per Unit equal to $11.50 (or 115% of the public unit offering price). The Company accounts for the Unit Purchase Option, inclusive of the receipt of $100 cash payment, as an expense of the Initial Public Offering resulting in a charge directly to stockholders’ (deficit) equity. The Unit Purchase Option and such units purchased pursuant to the Unit Purchase Option, as well as the common stock underlying such units, the rights included in such units, the shares of common stock that are issuable for the rights included in such units, have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to FINRA Rule 5110(e)(1). The Unit Purchase Option grants to holders demand and “piggy back” rights for periods of five and seven years, respectively, from the effective date of the registration statement with respect to the registration under the Securities Act of the securities directly and indirectly issuable upon exercise of the Unit Purchase Option. The Company will bear all fees and expenses attendant to registering the securities, other than underwriting commissions which will be paid for by the holders themselves. The exercise price and number of units issuable upon exercise of the Unit Purchase Option may be adjusted in certain circumstances including in the event of a stock dividend, or the Company’s recapitalization, reorganization, merger or consolidation. However, the option will not be adjusted for issuances of common stock at a price below its exercise price.

Common Stock Subject to Possibl

Common Stock Subject to Possible Redemption	3 Months Ended
Common Stock Subject to Possible Redemption	Mar. 31, 2023
Common Stock Subject to Possible Redemption [Abstract]
COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION	NOTE 6 — COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheets.

Stockholders_ Deficit

Stockholders’ Deficit	3 Months Ended
Stockholders’ Deficit	Mar. 31, 2023
Stockholders’ Deficit [Abstract]
STOCKHOLDERS’ DEFICIT	NOTE 7 — STOCKHOLDERS’ DEFICIT Authorized Shares The total number of shares of capital stock, par value of $0.0001 per share, which the Company is authorized to issue is 200,000,000 shares of common stock. Except as otherwise required by law, the holders of the Common Stock shall exclusively possess all voting power with respect to the Company. Founder’s Shares At inception, January 13, 2021, the Company issued 2,875,000 Founder Shares of common stock for total receivable of approximately of $25,000. These Founder Shares included up to 375,000 shares of which were subject to forfeiture by the stockholder if the underwriters did not fully exercise their over-allotment option. On May 11, 2021, the Company received the payment of $25,000 related to the stock subscriptions receivable from the Sponsor. On January 24, 2022, pursuant to the share surrender agreement, the aggregate number of Founder Shares were reduced to 1,725,000. All share and per-share amounts have been retroactively restated to reflect the share surrender. In connection with the partial exercise of the over-allotment option, 13,675 Founder Shares were forfeited. The remaining Founder Shares represent 20% of the outstanding shares after the Initial Public Offering. Initial Public Offering Simultaneously with the closing of the Initial Public Offering, the Sponsor should have purchased a total of 340,000 Initial Private Placement Units at a price of $10.00 per Unit. However, on October 18, 2022, simultaneously with the consummation of the Initial Public Offering, the Sponsor partially consummated the Private Placement by subscribing to 238,500 Units instead of the full Initial Private Placement Units, generating gross proceeds of approximately $2,385,000 instead of the full $3,400,000. The Trust Account was nonetheless fully-funded. On November 30, 2022, the Company received an additional remittance of $515,000 underlying the Sponsor’s purchase of the Private Placement Units, reducing the balance to $500,000. Additionally, on December 1, 2022, the Sponsor applied the outstanding balance on the Promissory Note of $500,000 towards the remaining stock subscription balance, which fully funded the Sponsor’s purchase of the Private Placement Units. On October 21, 2022, simultaneously with the consummation of the Overallotment Offering, the Company completed the private placement of additional 31,500 units (the “Overallotment Private Placement Units”) pursuant to the Unit Private Placement Agreement dated October 14, 2022 by and between the Company and the Sponsor, in connection with the underwriters’ partial exercise of the over-allotment option, at a purchase price of $10.00 per Overallotment Private Placement Unit, generating gross proceeds of $315,000, a portion of which was placed in the Trust Account. Rights Except in cases where the Company is not the surviving company in the Initial Business Combination, each holder of a public right will automatically receive one-fifth (1/5) of a share of common stock upon consummation of the Initial Business Combination. In the event the Company is not be the surviving company upon completion of the Initial Business Combination, each holder of a right will be required to affirmatively convert his, her or its rights in order to receive the one-fifth (1/5) of a share underlying each right upon consummation of the Initial Business Combination. The Company will not issue fractional shares in connection with an exchange of rights. Fractional shares will either be rounded down to the nearest whole share or otherwise addressed in accordance with the applicable provisions of the Delaware General Corporation Law. As a result, holders of Rights must hold such Rights in multiples of 5 in order to receive shares for all of the holder’s rights upon closing of an Initial Business Combination. If the Company is unable to complete an Initial Business Combination within the required time period and the public shares are redeemed for the funds held in the Trust Account, holders of rights will not receive any of such funds for their rights and the rights will expire worthless.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
Fair Value Measurements	Mar. 31, 2023
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	NOTE 8 — FAIR VALUE MEASUREMENTS The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on assessment of the assumptions that market participants would use in pricing the asset or liability. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at March 31, 2023 and December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: March 31, Level Amount Assets: U.S. Treasury Securities 1 $ 70,734,655 December 31, Level Amount Assets: U.S. Treasury Securities 1 $ 69,987,957 The following table presents information about the Company’s representative shares and Unit Purchase Option that are measured at fair value on a non-recurring basis as of October 18, 2022, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: October 18, Level Instrument: Representative shares $ 327,205 3 Unit Purchase Option $ 25,099 3 The fair value of the Representative Shares was estimated at October 18, 2022 to be $2.39 based on the fair value per common share as of October 18, 2022 multiplied by the probability of the Initial Business Combination. The fair value of the UPO was estimated at October 18, 2022 to be $0.44 using a Black-Scholes Option Model. The following inputs were used to calculate the fair value: October 18, Risk-free interest rate 4.43 % Expected term (years) 2.25 Dividend yield 0.00 Volatility 10.00 % Exercise price $ 11.50 Stock Price $ 10.03 Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. There were no transfers to or from the various Levels during the three months ended March 31, 2023.

Subsequent Events

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 9 — SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date the financial statements are available to be issued. Other than below, there are no subsequent events identified that would require disclosure in the financial statements. On April 19, 2023, Nasdaq notified the Company that it did not comply with Nasdaq’s filing requirements set forth in Listing Rule 5250(c)(1) (the “Rule”) because it had not filed its Form 10-K for the year ended December 31, 2022. Subsequently, on May 23, 2023, Nasdaq notified the Company that it was delinquent in filing its Form 10-Q for the period ended March 31, 2023. The Company responded to Nasdaq on June 20, 2023, and has determined to grant an exception to enable the Company to regain compliance with the Rule. According to the Company’s plan of compliance, management stated its delays in filing the delinquent reports were a result of its former auditor, Marcum LLP, and not a result of any scope limitation, audit, or technical accounting issues. As a result, the Company appointed a new auditor, UHY LLP, to review the filings. The terms of the exception are as follows: on or before September 27, 2023, the Company must file its Form 10-K for the period ended December 31, 2022, and its Form 10-Q for the period ended March 31, 2023, as required by the Rules. In the event the Company does not satisfy the terms, Nasdaq will provide written notification that its securities will be delisted. At that time, the Company may appeal Nasdaq’s determination to a Hearings Panel. On July 17, 2023, the Company filed a certificate of amendment (the “Certificate of Amendment”) to the Company’s Second Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware. The Certificate of Amendment amends the Certificate of Incorporation to (i) give the Company the option to extend the date by which the Company must effect a Business Combination beyond July 18, 2023 up to nine (9) times for an additional (1) month each time to April 18, 2024 upon the deposit into the Trust Account of $80,000 for each calendar month and (ii) eliminate the limitation that the Company may not redeem public shares to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934 of less than $5,000,001. On July 17, 2023, the Company held the Special Meeting. On June 28, 2023, the record date for the Special Meeting, there were 8,556,625 shares of common stock outstanding and entitled to be voted at the Special Meeting, approximately 84% of which were represented in person or by proxy at the Special Meeting. The stockholders approved the proposal to amend the Company’s Certificate of Incorporation to give the Company the option to extend the date by which the Company must effect a Business Combination beyond July 18, 2023 up to nine (9) times for an additional (1) month each time to April 18, 2024 upon the deposit into the Trust Account of $80,000 for each calendar month. In connection with the votes to approve the proposals above, the holders of 4,427,969 shares of common stock of the Company properly exercised their right to redeem their shares for cash, leaving approximately $25 million in the Trust Account. In connection with the approval of the Extension Amendment Proposal, on July 18, 2023, the Sponsor entered into a non-interest bearing, unsecured promissory note issued by the Company in favor of the Sponsor (the “Extension Note”), providing for loans up to the aggregate principal amount of $720,000. On July 18, 2023, pursuant to the Second Amended and Restated Certificate of Incorporation, as amended by the Certificate of Amendment, the Sponsor deposited $80,000 into the Trust Account for a one-month extension. On September 29, 2023, the Company plans on depositing $160,000 into the Trust Account to extend the date by which the Company must effect an Initial Business Combination by one month to October 18, 2023. The Sponsor will deposit into the Trust Account $80,000 each month the Company determines to extend the date by which it must consummate an Initial Business Combination. If the Company elects to extend such date until April 18, 2024, an aggregate deposit of $720,000 of the proceeds of the Extension Note will be made into the Trust Account. The Extension Note bears no interest and all unpaid principal under the Extension Note will be due and payable in full upon the earlier of (i) the date of the consummation of the Company’s Initial Business Combination and (ii) the date of the liquidation of the Company. On July 21, 2023, the Company made a draw of $240,000 for extension payment purposes. On July 20, 2023, the Company and the Sponsor amended and restated the promissory note, dated as of April 5, 2021, providing for loans up to $1,000,000 in the aggregate. The promissory note bears no interest and all unpaid principal under the promissory note will be due and payable in full upon the earlier of (i) the date of the consummation of the Company’s Initial Business Combination and (ii) the date of the liquidation of the Company. At the election of the Sponsor, up to $1.0 million of the loans under the promissory note may be settled in private units, with each private unit comprised of one share of common stock of the Company and one right to one-fifth of a share of the Company’s common stock. On July 21, 2023, the Company made a draw of $60,000 for working capital purposes. On July 21, 2023, the Company withdrew $297,615 of interest earned on Trust Account to pay for its tax obligations. Through the date of this report, the Company recorded approximately $74,000 in related party payables for payments made by the Sponsor related to the Company’s annual Nasdaq fee and for professional services. On August 21, 2023, the Company received an additional notification letter from the Nasdaq Staff, indicating that the Company was not in compliance with Listing Rules due to the delayed filing of its Form 10-Q for the period ended June 30, 2023 with the SEC. The notification had no immediate effect on the Company’s continued listing on the Nasdaq Capital Market, subject to the Company’s compliance with the other continued listing requirements. On September 6, 2023, the Company responded to Nasdaq informing the Staff the June 30, 2023 Form 10-Q will be submitted as soon as practicable.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	3 Months Ended
Accounting Policies, by Policy (Policies)	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the period ended December 31, 2022, as filed with the SEC on September 27, 2023. The interim results for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or for any future periods.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s unaudited condensed financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statement, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of March 31, 2023 and December 31, 2022.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account The Company classifies its Marketable Securities as held-to-maturity in accordance with Accounting Standards Codification (“ASC”) Topic 320 “Investments - Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost on the accompanying condensed balance sheet and adjusted for the amortization or accretion of premiums or discounts. When the Company’s investments held in the Trust Account are comprised of money market securities, the investments are classified as trading securities. Gains and losses resulting from the change in fair value of these securities is included in interest earned on investments held in the Trust Account in the accompanying unaudited condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.
Offering Costs	Offering Costs Offering costs consist of professional fees, filing, regulatory and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering.
Common Stock Subject to Possible Redemption	Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that feature redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the Company’s balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid-in capital and accumulated deficit. As of March 31, 2023 and December 31, 2022, the common stock subject to possible redemption reflected on the condensed balance sheet is reflected in the following table: Gross proceeds $ 68,453,000 Less: Fair value of Public Rights at issuance (3,268,631 ) Common stock issuance costs (4,635,796 ) Fair value of Public Shares 60,548,573 Add: Accretion of carrying value to redemption value 8,931,222 Common stock subject to redemption upon Initial Public Offering and Overallotment Offering $ 69,479,795 Add: Subsequent accretion of carrying value to redemption value 306,539 Common stock subject to possible redemption, December 31, 2022 $ 69,786,334 Add: Accretion of carrying value to redemption value 502,699 Common stock subject to possible redemption, March 31, 2023 $ 70,289,033
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2023 and December 31, 2022. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.
Net Income (Loss) per Share of Common Stock	Net Income (Loss) per Share of Common Stock The Company has two outstanding classes of shares, which are referred to as redeemable common stock and non-redeemable common stock. Earnings and losses are shared pro rata between the two classes of stock. The 6,845,300 redeemable shares of common stock for which the outstanding Public Rights are exercisable were excluded from diluted earnings (losses) per share for the three months ended March 31, 2023 because they are contingently exercisable, and the contingencies have not yet been met. As a result, diluted net income (loss) per share of common stock is the same as basic net income (loss) per share of common stock for the period. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share for each class of shares. For the Three Months Ended March 31, 2023 Net income $ 290,779 Accretion of interest earned on Trust Account, after deduction of franchise tax and income tax expense (502,699 ) Net loss including accretion of temporary equity to redemption value $ (211,920 ) Common Shares Non-redeemable Basic and diluted net income (loss) per share: Numerator: Allocation of net loss including accretion of temporary equity $ (162,482 ) $ (49,438 ) Accretion of temporary equity to redemption value 502,699 — Allocation of net income (loss) $ 340,217 $ (49,438 ) Denominator: Weighted-average shares outstanding 6,845,300 2,082,825 Basic and diluted net loss per share $ 0.05 $ (0.02 ) For the Three Months Ended March 31, 2022 Redeemable Non-redeemable Basic and diluted net income (loss) per share of common stock Numerator: Allocation of net income (loss) $ - $ (17,458 ) Denominator: Basic and diluted weighted average shares outstanding - 1,711,325 Basic and diluted net income (loss) per share of common stock $ - $ (0.01 )
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of March 31, 2023, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.
Fair Value Measurements	Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Fair value measurements Description Fair Value Quoted Significant Significant Assets: Marketable securities held in Trust Account as of March 31, 2023 $ 70,734,655 $ 70,734,655 $ - $ -
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statement.
Risks and Uncertainties	Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic and Russia-Ukraine war on the economy and the capital markets and has concluded that, while it is reasonably possible that such events could have negative effects on the Company’s financial position and outlook for an Initial Business Combination, the specific impacts are not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. The current challenging economic climate may lead to adverse changes in cash flows, working capital levels and/or debt balances, which may also have a direct impact on the Company’s future operating results and financial position after any such Initial Business Combination in the future. The ultimate duration and magnitude of the impact and the efficacy of government interventions on the economy and the financial effect on the Company is not known at this time. The extent of such impact will depend on future developments, which are highly uncertain and not in the Company’s control.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Schedule of Common Stock Subject to Possible Redemption	As of March 31, 2023 and December 31, 2022, the common stock subject to possible redemption reflected on the condensed balance sheet is reflected in the following table: Gross proceeds $ 68,453,000 Less: Fair value of Public Rights at issuance (3,268,631 ) Common stock issuance costs (4,635,796 ) Fair value of Public Shares 60,548,573 Add: Accretion of carrying value to redemption value 8,931,222 Common stock subject to redemption upon Initial Public Offering and Overallotment Offering $ 69,479,795 Add: Subsequent accretion of carrying value to redemption value 306,539 Common stock subject to possible redemption, December 31, 2022 $ 69,786,334 Add: Accretion of carrying value to redemption value 502,699 Common stock subject to possible redemption, March 31, 2023 $ 70,289,033
Schedule of Reconciliation of the Numerator and Denominator Used to Compute Basic and Diluted Net Income (Loss) Per Share	The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share for each class of shares. Net income $ 290,779 Accretion of interest earned on Trust Account, after deduction of franchise tax and income tax expense (502,699 ) Net loss including accretion of temporary equity to redemption value $ (211,920 )
Schedule of Reconciliation of the Numerator and Denominator Used to Compute Basic and Diluted Net Income (Loss) Per Share	The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share for each class of shares. Common Shares Non-redeemable Basic and diluted net income (loss) per share: Numerator: Allocation of net loss including accretion of temporary equity $ (162,482 ) $ (49,438 ) Accretion of temporary equity to redemption value 502,699 — Allocation of net income (loss) $ 340,217 $ (49,438 ) Denominator: Weighted-average shares outstanding 6,845,300 2,082,825 Basic and diluted net loss per share $ 0.05 $ (0.02 ) Redeemable Non-redeemable Basic and diluted net income (loss) per share of common stock Numerator: Allocation of net income (loss) $ - $ (17,458 ) Denominator: Basic and diluted weighted average shares outstanding - 1,711,325 Basic and diluted net income (loss) per share of common stock $ - $ (0.01 )
Schedule of Assets that are Measured at Fair Value	The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Fair value measurements Description Fair Value Quoted Significant Significant Assets: Marketable securities held in Trust Account as of March 31, 2023 $ 70,734,655 $ 70,734,655 $ - $ -

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
Fair Value Measurements (Tables)	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Schedule of Table Presents Information About the Company’s Assets and Liabilities	The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at March 31, 2023 and December 31, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: March 31, Level Amount Assets: U.S. Treasury Securities 1 $ 70,734,655 December 31, Level Amount Assets: U.S. Treasury Securities 1 $ 69,987,957
Schedule of Black-Scholes Option Model	The following table presents information about the Company’s representative shares and Unit Purchase Option that are measured at fair value on a non-recurring basis as of October 18, 2022, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: October 18, Level Instrument: Representative shares $ 327,205 3 Unit Purchase Option $ 25,099 3
Schedule of Black-Scholes Option Model	The fair value of the Representative Shares was estimated at October 18, 2022 to be $2.39 based on the fair value per common share as of October 18, 2022 multiplied by the probability of the Initial Business Combination. The fair value of the UPO was estimated at October 18, 2022 to be $0.44 using a Black-Scholes Option Model. The following inputs were used to calculate the fair value: October 18, Risk-free interest rate 4.43 % Expected term (years) 2.25 Dividend yield 0.00 Volatility 10.00 % Exercise price $ 11.50 Stock Price $ 10.03

Nature of the Organization an_2

Nature of the Organization and Business (Details) - USD ($)			3 Months Ended	12 Months Ended
Nature of the Organization and Business (Details) - USD ($)	Oct. 21, 2022	Oct. 18, 2022	Mar. 31, 2023	Dec. 31, 2022	Nov. 30, 2022
Nature of the Organization and Business (Details) [Line Items]
Price per share (in Dollars per share)		$ 10	$ 10
Gross proceeds			$ 8,453,000
Common stock shares (in Shares)		1
Common stock par value (in Dollars per share)		$ 0.0001	$ 0.0001	$ 0.0001
Gross proceed in trust account		$ 3,400,000
Balance amount					$ 500,000
Shares units (in Shares)	845,300
Share price (in Dollars per share)	$ 10
Excise tax			1%	1%
Tax rate			1%	1%
Interest expense			$ 100,000
Operating bank account			36,085
Working capital			33,425
Deposit into the trust account			$ 80,000
IPO [Member]
Nature of the Organization and Business (Details) [Line Items]
Public offering sale of units (in Shares)		6,000,000
Gross proceeds		$ 60,000,000
subscribing units (in Shares)			340,000
Share price (in Dollars per share)			$ 10
Aggregate amount			$ 69,479,795
Loan amount			$ 1,000,000
Private Placement [Member]
Nature of the Organization and Business (Details) [Line Items]
Public offering sale of units (in Shares)			340,000
Price per share (in Dollars per share)			$ 10
subscribing units (in Shares)		238,500
Generating gross proceeds		$ 2,385,000
Additional amount					$ 515,000
Private placement units (in Shares)	31,500
Deposit into the trust account		$ 3,400,000
Over-Allotment Option [Member]
Nature of the Organization and Business (Details) [Line Items]
Public offering sale of units (in Shares)	31,500
Gross proceeds	$ 315,000
Share price (in Dollars per share)	$ 10	$ 10
Purchase price per share (in Dollars per share)	$ 10
Sponsor [Member]
Nature of the Organization and Business (Details) [Line Items]
Aggregate amount			$ 1,000,000

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Details)	3 Months Ended
	Mar. 31, 2023 USD ($) shares
Accounting Policies [Abstract]
Redeemable shares of common stock \| shares	6,845,300
Federal depository insurance coverage \| $	$ 250,000

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Common Stock Subject to Possible Redemption - USD ($)		3 Months Ended	12 Months Ended
	Oct. 18, 2022	Mar. 31, 2023	Dec. 31, 2022
Schedule of Common Stock Subject to Possible Redemption [Abstract]
Gross proceeds	$ 2,385,000		$ 68,453,000
Less:
Fair value of Public Rights at issuance			(3,268,631)
Common stock issuance costs			(4,635,796)
Fair value of Public Shares			60,548,573
Add:
Accretion of carrying value to redemption value		$ 502,699	8,931,222
Common stock subject to redemption upon Initial Public Offering and Overallotment Offering			69,479,795
Add:
Subsequent accretion of carrying value to redemption value			306,539
Common stock subject to possible redemption		$ 70,289,033	$ 69,786,334

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Reconciliation of the Numerator and Denominator Used to Compute Basic and Diluted Net Income (Loss) Per Share - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Schedule of Reconciliation of the Numerator and Denominator Used to Compute Basic and Diluted Net Income (Loss) Per Share [Abstract]
Net income	$ 290,779	$ (17,458)
Accretion of interest earned on Trust Account, after deduction of franchise tax and income tax expense	(502,699)
Net loss including accretion of temporary equity to redemption value	$ (211,920)

Basis of Presentation and Sum_6

Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Basic and Diluted Net Income (Loss) Per Share - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Common Shares Subject to Redemption [Member]
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Basic and Diluted Net Income (Loss) Per Share [Line Items]
Allocation of net income (loss) including accretion of temporary equity	$ (162,482)
Accretion of temporary equity to redemption value	502,699
Allocation of net income (loss)	$ 340,217
Weighted-average shares outstanding (in Shares)	6,845,300
Basic and diluted net loss per share (in Dollars per share)	$ 0.05
Non- redeemable Common Shares [Member]
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Basic and Diluted Net Income (Loss) Per Share [Line Items]
Allocation of net income (loss) including accretion of temporary equity	$ (49,438)
Accretion of temporary equity to redemption value
Allocation of net income (loss)	$ (49,438)	$ (17,458)
Weighted-average shares outstanding (in Shares)	2,082,825	1,711,325
Basic and diluted net loss per share (in Dollars per share)	$ (0.02)	$ (0.01)

Basis of Presentation and Sum_7

Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Basic and Diluted Net Income (Loss) Per Share (Parentheticals) - $ / shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Common Shares Subject to Redemption [Member]
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Basic and Diluted Net Income (Loss) Per Share (Parentheticals) [Line Items]
Diluted net income (loss) per share	$ 0.05
Diluted weighted average shares outstanding (in Shares)
Non- redeemable Common Shares [Member]
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Basic and Diluted Net Income (Loss) Per Share (Parentheticals) [Line Items]
Diluted net income (loss) per share	$ (0.02)	$ (0.01)
Diluted weighted average shares outstanding (in Shares)		1,711,325,000

Basis of Presentation and Sum_8

Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Assets that are Measured at Fair Value - Marketable Securities Held in Trust Account [Member]	Mar. 31, 2023 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities held in Trust Account	$ 70,734,655
Quoted prices in active markets for identical liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities held in Trust Account	70,734,655
Significant other observable inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities held in Trust Account
Significant unobservable inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities held in Trust Account

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($)				3 Months Ended
Initial Public Offering (Details) - USD ($)	Oct. 21, 2022	Oct. 18, 2022	Oct. 14, 2022	Mar. 31, 2023	Dec. 31, 2022	Nov. 30, 2022
Initial Public Offering (Details) [Line Items]
Price per share (in Dollars per share)	$ 10
Gross proceeds				$ 8,453,000
Common stock, par value (in Dollars per share)		$ 0.0001		$ 0.0001	$ 0.0001
Instead amount				$ 80,000
Sale units	$ 845,300
Proceeds from issuance initial public offering			$ 315,000
Initial Public Offering [Member]
Initial Public Offering (Details) [Line Items]
Sold units (in Shares)		6,000,000
Price per share (in Dollars per share)				$ 10
Gross proceeds		$ 60,000,000
Purchased private placement units (in Shares)				340,000
Total units (in Shares)		6,000,000
Over-Allotment Option [Member]
Initial Public Offering (Details) [Line Items]
Price per share (in Dollars per share)	$ 10	$ 10
Gross proceeds	$ 315,000
Total units (in Shares)	31,500
Overallotment amount				$ 69,479,795
Private Placement [Member]
Initial Public Offering (Details) [Line Items]
Purchased private placement units (in Shares)		238,500
Generating gross proceeds		$ 2,385,000
Instead amount		$ 3,400,000
Additional received amount						$ 515,000
Reducing the balance amount						$ 500,000
Total units (in Shares)				340,000
Common Stock [Member]
Initial Public Offering (Details) [Line Items]
Common stock, par value (in Dollars per share)				$ 0.0001

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)				3 Months Ended	12 Months Ended
Related Party Transactions (Details) - USD ($)	Nov. 30, 2022	Oct. 18, 2022	Oct. 14, 2022	Mar. 31, 2023	Dec. 31, 2022	Dec. 01, 2022	Aug. 19, 2022	Apr. 15, 2022	May 06, 2021	Apr. 05, 2021
Related Party Transactions (Details) [Line Items]
Price per share (in Dollars per share)		$ 10		$ 10
Gross proceeds		$ 2,385,000			$ 68,453,000
Proceeds fund in trust account		$ 3,400,000
Outstanding balance on promissory note						$ 500,000
Paid expenses				$ 122,645
Expense payable				27,645
Founder shares (in Shares)										1,000,000
Loans converted units				1,000,000
Drawdown of promissory note							$ 100,000	$ 100,000	$ 300,000
Office space, utilities, and secretarial and administrative expenses			$ 20,000
Administrative fees expense				$ 60,000
Private Placement [Member]
Related Party Transactions (Details) [Line Items]
Initial private placement units (in Shares)				340,000
Price per share (in Dollars per share)				$ 10
Sale of private placement (in Shares)		238,500
Maximum [Member]
Related Party Transactions (Details) [Line Items]
Purchase of the private placement	$ 515,000
Minimum [Member]
Related Party Transactions (Details) [Line Items]
Purchase of the private placement	$ 500,000
Private Placement [Member]
Related Party Transactions (Details) [Line Items]
Outstanding balance on promissory note						$ 500,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)		3 Months Ended	12 Months Ended
Commitments and Contingencies (Details) - USD ($)	Oct. 21, 2022	Mar. 31, 2023	Dec. 31, 2022
Commitments and Contingencies (Details) [Line Items]
Underwriting discount per unit (in Dollars per share)		$ 0.2
Aggregate amount		$ 1,369,060
Offering expenses		100,000
Deferred underwriting commissions		2,723,060
Initial fair value		$ 327,205
Excise tax percentage		1%	1%
Financial statement tax rate		1%	1%
Aggregate amount		$ 100
Purchased shares (in Shares)		57,500
Reduced pro-rata shares (in Shares)	57,044
Offering price per unit (in Dollars per share)		$ 11.5
Percentage of public unit offering price		115%
Cash payment amount		$ 100
Representative Shares [Member]
Commitments and Contingencies (Details) [Line Items]
Representative shares (in Shares)		136,906

Stockholders_ Deficit (Details)

Stockholders’ Deficit (Details) - USD ($)					3 Months Ended
Stockholders’ Deficit (Details) - USD ($)	Oct. 21, 2022	Oct. 18, 2022	Jan. 24, 2022	Jan. 13, 2021	Mar. 31, 2023	Dec. 31, 2022	Dec. 01, 2022	Nov. 30, 2022	May 11, 2021
Stockholders’ Deficit (Details) [Line Items]
Common stock, par value		$ 0.0001			$ 0.0001	$ 0.0001
Common stock, authorized					200,000,000	200,000,000
Founder shares				2,875,000
Total receivables				$ 25,000
Founder shares				375,000
Stock subscriptions receivable									$ 25,000
Aggregate founder shares			1,725,000
Price per unit	$ 10
Instead amount					$ 80,000
Gross proceeds					$ 8,453,000
Public rights, description					Except in cases where the Company is not the surviving company in the Initial Business Combination, each holder of a public right will automatically receive one-fifth (1/5) of a share of common stock upon consummation of the Initial Business Combination. In the event the Company is not be the surviving company upon completion of the Initial Business Combination, each holder of a right will be required to affirmatively convert his, her or its rights in order to receive the one-fifth (1/5) of a share underlying each right upon consummation of the Initial Business Combination.
Initial Public Offering [Member]
Stockholders’ Deficit (Details) [Line Items]
Forfeited of founder shares					13,675
Percentage of outstanding shares					20%
Purchase of private placement units					340,000
Price per unit					$ 10
Gross proceeds		$ 60,000,000
Private Placement [Member]
Stockholders’ Deficit (Details) [Line Items]
Purchase of private placement units		238,500
Gross proceeds		$ 2,385,000
Instead amount		$ 3,400,000
Additional received amount								$ 515,000
Reducing the balance amount								$ 500,000
Promissory notes							$ 500,000
Overallotment [Member]
Stockholders’ Deficit (Details) [Line Items]
Price per unit	$ 10	$ 10
Additional units	31,500
Gross proceeds	$ 315,000

Fair Value Measurements (Detail

Fair Value Measurements (Details)	Oct. 18, 2022 $ / shares
Black-Scholes Option [Member]
Fair Value Measurements (Details) [Line Items]
Price per share	$ 0.44
Common Stock [Member]
Fair Value Measurements (Details) [Line Items]
Price per share	$ 2.39

Fair Value Measurements (Deta_2

Fair Value Measurements (Details) - Schedule of Table Presents Information About the Company’s Assets and Liabilities - USD ($)	Mar. 31, 2023	Dec. 31, 2022
Level 1 [Member]
Assets:
U.S. Treasury Securities	$ 70,734,655	$ 69,987,957

Fair Value Measurements (Deta_3

Fair Value Measurements (Details) - Schedule of Fair Value Hierarchy of the Valuation Inputs - Level 3 [Member]	1 Months Ended
	Oct. 18, 2022 USD ($)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Representative shares	$ 327,205
Unit Purchase Option	$ 25,099

Fair Value Measurements (Deta_4

Fair Value Measurements (Details) - Schedule of Black-Scholes Option Model	Oct. 18, 2022 $ / shares
Schedule Of Black Scholes Option Model Abstract
Risk-free interest rate	4.43%
Expected term (years)	2 years 3 months
Dividend yield	0%
Volatility	10%
Exercise price (in Dollars per share)	$ 11.5
Stock Price (in Dollars per share)	$ 10.03

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)			1 Months Ended		3 Months Ended
Subsequent Events (Details) - USD ($)	Jul. 18, 2023	Jul. 17, 2023	Jul. 21, 2023	Jul. 20, 2023	Mar. 31, 2023	Jun. 28, 2023
Subsequent Events (Details) [Line Items]
Deposited into the trust account					$ 80,000
Common stock shares (in Shares)					4,427,969
Aggregate deposit					$ 720,000
Extension payment purposes			$ 240,000
Sponsor loan					1,000,000
Related party payables for payments					74,000
Overallotment Offering [Member]
Subsequent Events (Details) [Line Items]
Deposited into the trust account					80,000
Forecast [Member]
Subsequent Events (Details) [Line Items]
Deposited into the trust account		$ 80,000
Less than of net tangible assets		$ 5,000,001
Shares of common stock outstanding (in Shares)						8,556,625
Related party transaction	$ 720,000
Sponsor deposited	$ 80,000
Providing for loans				$ 1,000,000
Extension payment purposes			60,000
Withdrew interest earned			$ 297,615
Business Combination [Member]
Subsequent Events (Details) [Line Items]
Deposited into the trust account					$ 25,000,000
Business Combination [Member] \| Forecast [Member]
Subsequent Events (Details) [Line Items]
Approximately percentage						84%